IGA - CTR062177 COVID-19 VACCINATIONS, MARICOPA COUNTY.PDF

Maricopa County — Formal (2022-12-07)

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INTERGOVERNMENTAL AGREEMENT (IGA)

Contract No. CTR062177
ARIZONA DEPARTMENT OF
HEALTH SERVICES
150 North 18th Avenue, Suite 530
Phoenix, Arizona 85007

Procurement Officer
Kailee Gray

Page 1 of 30

Project Title: COVID-19 Vaccinations

Geographic Service Area: Maricopa County
Begin Date: July 1, 2022

Termination Date: June 30, 2024

Arizona Department of Health Services has authority to contract for services specified herein in accordance with A.R.S. §§ 11-951, 11-952, 36-
104 and 36-132. The Contractor represents that it has authority to contract for the performance of the services provided herein pursuant to:
X
Counties:
A.R.S. §§ 11-201, 11-951, 11-952 and 36-182.

Indian Tribes: A.R.S. §§ 11-951, 11-952 and the rules and sovereign authority of the contracting Indian Nation.

School Districts: A.R.S. §§ 11-951, 11-952, and 15-342.

City of Phoenix: Chapter II, §§ 1 & 2, Charter, City of Phoenix.

City of Tempe: Chapter 1, Article 1, §§ 1.01 & 1.03, Charter, City of Tempe.

Amendments signed by each of the parties and attached hereto are hereby adopted by reference as a part of this Contract, from the effective
date of the Amendment, as if fully set out herein.
Arizona Transaction (Sales) Privilege:

Federal Employer Identification No.:

Tax License No.:

Contractor Name: Maricopa County Public Health Department
Address: 4041 N. Central Avenue, Suite 1400; Phoenix, AZ 85012

FOR CLARIFICATION, CONTACT:

Name:

Phone:

FAX No:

E-mail:

CONTRACTOR SIGNATURE:
The Contractor agrees to perform all the services set forth in the
Agreement and Work Statement.

This Contract shall henceforth be referred to as Contract

No. CTR062177 The Contractor is hereby cautioned not to
commence any billable work or provide any material, service or construction
under this Contract until Contractor receives a fully executed copy of the
Contract.

Signature of Person Authorized to Sign Date

State of Arizona
Signed this
day of

, 202_

Print Name and Title
Procurement Officer

CONTRACTOR ATTORNEY SIGNATURE:
Pursuant to A.R.S. § 11-952, the undersigned Contractor’s Attorney
has determined that this Intergovernmental Agreement is in proper
form and is within the powers and authority granted under the laws
of Arizona.

Contract, No. CTR062177, is an Agreement between public agencies, has
been reviewed pursuant to A.R.S. § 11-952 by the undersigned Assistant
Attorney General, who has determined that it is in the proper form and is within
the powers granted under the laws of the State of Arizona to those parties to
the Agreement represented by the Attorney General.

The Attorney General, BY:

Signature
Date

Assistant Attorney General:
Signature of Person Authorized to Sign Date

Print Name and Title

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
TERMS AND CONDITIONS
CTR062177

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1.
Definition of Terms. As used in this Contract, the terms listed below are defined as follows:

1.1
“Attachment” means any document attached to the Contract and incorporated into the Contract.

1.2
“ADHS” means Arizona Department of Health Services.

1.3
“Budget Term” means the period of time for which the contract budget has been created and during which
funds should be expended.

1.4
“Change Order” means a written order that is signed by a Procurement Officer and that directs the Contractor
to make changes authorized by the Uniform Terms and Conditions of the Contract.

1.5
“Contract” means the combination of the Uniform and Special Terms and Conditions, the Specifications and
Statement or Scope of Work, Attachments, Referenced Documents, any Contract Amendments and any
terms applied by law.

1.6
“Contract Amendment” means a written document signed by the Procurement Officer and the Contractor that
is issued for the purpose of making changes in the Contract.

1.7
“Contractor” means any person who has a Contract with the Arizona Department of Health Services.

1.8
“Cost Reimbursement” means a contract under which a contractor is reimbursed for costs, which are
reasonable, allowable and allocable in accordance with the contract terms and approved by ADHS.

1.9
“Days” means calendar days unless otherwise specified.

1.10 “Fixed Price” establishes a set price per unit of service. The set price shall be based on costs, which are
reasonable, allowable and allocable.

1.11 “Gratuity” means a payment, loan, subscription, advance, deposit of money, services, or anything of more
than nominal value, present or promised, unless consideration of substantially equal or greater value is
received.

1.12 “Materials” unless otherwise stated herein, means all property, including but not limited to equipment,
supplies, printing, insurance and leases of property.

1.13 “Procurement Officer” means the person duly authorized by the State to enter into and administer Contracts
and make written determinations with respect to the Contract.

1.14 “Purchase Order” means a written document that is signed by a Procurement Officer, that requests a vendor
to deliver described goods or services at a specific price and that, on delivery and acceptance of the goods
or services by ADHS, becomes an obligation of the State.

1.15 “Services” means the furnishing of labor, time or effort by a Contractor or Subcontractor.

1.16 “Subcontract” means any contract, express or implied, between the Contractor and another party or between
a subcontractor and another party delegating or assigning, in whole or in part, the making or furnishing of any
material or any service required for the performance of this Contract.

1.17 “State” means the State of Arizona and/or the ADHS. For purposes of this Contract, the term “State” shall
not include the Contractor.

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
TERMS AND CONDITIONS
CTR062177
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2.
Contract Type.
This Contract shall be:
X
Cost Reimbursement
3.
Contract Interpretation.
3.1. Arizona Law. The law of Arizona applies to this Contract including, where applicable, the Uniform Commercial
Code as adopted by the State of Arizona.
3.2. Implied Contract Terms. Each provision of law and any terms required by law to be in this Contract are a part
of this Contract as if fully stated in it.
3.3. Contract Order of Precedence. In the event of a conflict in the provisions of the Contract, as accepted by the
State and as they may be amended, the following shall prevail in the order set forth below:
3.3.1.
Terms and Conditions;
3.3.2.
Statement or Scope of Work;
3.3.3.
Attachments; and
3.3.4.
Referenced Documents.
3.4. Relationship of Parties. The Contractor under this Contract is an independent Contractor. Neither party to
this Contract shall be deemed to be the employee or agent of the other party to the Contract.
3.5. Severability. The provisions of this Contract are severable. Any term or condition deemed illegal or invalid
shall not affect any other term or condition of the Contract.
3.6. No Parole Evidence. This Contract is intended by the parties as a final and complete expression of their
agreement. No course of prior dealings between the parties and no usage of the trade shall supplement or
explain any terms used in this document.
3.7. No Waiver. Either party’s failure to insist on strict performance of any term or condition of the Contract shall
not be deemed a waiver of that term or condition even if the party accepting or acquiescing in the
nonconforming performance knows of the nature of the performance and fails to object to it.
3.8. Headings. Headings are for organizational purposes only and shall not be interpreted as having legal
significance or meaning.
4.
Contract Administration and Operation.
4.1. Term. As indicated on the signature page of the Contract, the Contract shall be effective as of the Begin Date
and shall remain effective until the Termination Date.
4.2. Contract Renewal. This Contract shall not bind, nor purport to bind, the State for any contractual commitment
in excess of the original Contract period. The term of the Contract shall not exceed five years. However, if
the original Contract period is for less than five years, the State shall have the right, at its sole option, to renew
the Contract, so long as the original Contract period together with the renewal periods does not exceed five
years. If the State exercises such rights, all terms, conditions and provisions of the original Contract shall
remain the same and apply during the renewal period with the exception of price and Scope of Work, which
may be renegotiated.
4.3. New Budget Term. If a budget term has been completed in a multi-term Contract, the parties may agree to

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TERMS AND CONDITIONS
CTR062177

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change the amount and type of funding to accommodate new circumstances in the next budget term. Any
increase or decrease in funding at the time of the new budget term shall coincide with a change in the Scope
of Work or change in cost of services as approved by the Arizona Department of Health Services.

4.4. Non-Discrimination. The Contractor shall comply with State Executive Order No. 2009-09 and all other
applicable Federal and State laws, rules and regulations, including the Americans with Disabilities Act.

4.5. Records and Audit. Under A.R.S. § 35-214 and A.R.S. § 35-215, the Contractor shall retain and shall
contractually require each subcontractor to retain all data and other records (“records”) relating to the
acquisition and performance of the Contract for a period of five years after the completion of the Contract. All
records shall be subject to inspection and audit by the State and where applicable the Federal Government
at reasonable times. Upon request, the Contractor shall produce a legible copy of any or all such records.

4.6. Financial Management. For all contracts, the practices, procedures, and standards specified in and required
by the Accounting and Auditing Procedures Manual for the ADHS funded programs shall be used by the
Contractor in the management of Contract funds and by the State when performing a Contract audit. Funds
collected by the Contractor in the form of fees, donations and/or charges for the delivery of these Contract
services shall be accounted for in a separate fund.

4.6.1.
Federal Funding. Contractors receiving federal funds under this Contract shall comply with the
certified finance and compliance audit provision of the Office of Management and Budget (OMB)
Uniform Administrative Requirements, Cost Principles, and Audit Requirements for Federal Awards
(2 CFR 200), if applicable. The federal financial assistance information shall be stated in a Change
Order or Purchase Order.

4.6.2.
State Funding. Contractors receiving state funds under this Contract shall comply with the certified
compliance provisions of A.R.S. § 35-181.03.

4.7. Inspection and Testing. The Contractor agrees to permit access, at reasonable times, to its facilities.

4.8. Notices. Notices to the Contractor required by this Contract shall be made by the State to the person indicated
on the signature page by the Contractor, unless otherwise stated in the Contract. Notices to the State required
by the Contract shall be made by the Contractor to an ADHS Procurement Officer, unless otherwise stated
in the Contract. An authorized ADHS Procurement Officer and an authorized Contractor representative may
change their respective person to whom notice shall be given by written notice, and an amendment to the
Contract shall not be necessary.

4.9. Advertising and Promotion of Contract. The Contractor shall not advertise or publish information for
commercial benefit concerning this Contract without the prior written approval of an ADHS Procurement
Officer.

4.10. Property of the State.

4.10.1. Equipment. Except as provided below or otherwise agreed to by the parties, the title to any and all
equipment acquired through the expenditure of funds received from the State shall remain the
property of the State by and through the ADHS and, as such, shall remain under the sole direction,
management and control of the ADHS. When this Contract is terminated, the disposition of all such
property shall be determined by the ADHS. For Fixed Price contracts, when the Contractor provides
the services/materials required by the Contract, any and all equipment purchased by the Contractor
remains the property of the Contractor. All purchases of equipment need to be reported to the ADHS
Office of Inventory Control.

4.10.2. Title and Rights to Materials. As used in this section, the term “Materials” means all products created
or produced by the Contractor under this Contract, including, but not limited to: written and electronic
information, recordings, reports, research, research findings, conclusions, abstracts, results,
software, data and any other intellectual property or deliverables created, prepared, or received by

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INTERGOVERNMENTAL AGREEMENT
TERMS AND CONDITIONS
CTR062177

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the Contractor in performance of this Contract. Contractor acknowledges that all Materials are the
property of the State by and through the ADHS and, as such, shall remain under the sole direction,
management and control of the ADHS. The Contractor is not entitled to a patent or copyright on
these Materials and may not transfer a patent or copyright on them to any other person or entity. To
the extent any copyright in any Materials may originally vest in the Contractor, the Contractor hereby
irrevocably transfers to the ADHS, for and on behalf of the State, all copyright ownership. The ADHS
shall have full, complete and exclusive rights to reproduce, duplicate, adapt, distribute, display,
disclose, publish, release and otherwise use all Materials. The Contractor shall not use or release
these Materials without the prior written consent of the ADHS. When this Contract is terminated, the
disposition of all such Materials shall be determined by the ADHS. Further, the Contractor agrees to
give recognition to the ADHS for its support of any program when releasing or publishing program
Materials.

4.10.3. Notwithstanding the above, if the Contractor is a State agency, the following shall apply instead: It is
the intention of ADHS and Contractor that all material and intellectual property developed under this
Agreement be used and controlled in ways to produce the greatest benefit to the parties to this
Contract and the citizens of the State of Arizona. As used in this paragraph, “Material” means all
written and electronic information, recordings, reports, findings, research information, abstracts,
results, software, data, discoveries, inventions, procedures and processes of services developed by
the Contractor and any other materials created, prepared or received by the Contractor and
subcontractors in performance of this Agreement. “Material” as used herein shall not include any
pre-existing data, information, materials, discoveries, inventions or any form of intellectual property
invented, created, developed or devised by Contractor (or its employees, subcontractors or agents)
prior to the commencement of the services funded by this Agreement or that may result from
Contractor’s involvement in other service activities that are not funded by the Agreement.

4.10.4. Title and exclusive copyright to all Material shall vest in the State of Arizona, subject to any rights
reserved on behalf of the federal government. As State agencies and instrumentalities, both ADHS
and Contractor shall have full, complete, perpetual, irrevocable and non-transferable rights to
reproduce, duplicate, adapt, make derivative works, distribute, display, disclose, publish and
otherwise use any and all Material. The Contractor’s right to use Material shall include the following
rights: the right to use the Material in connection with its internal, non-profit research and educational
activities, the right to present at academic or professional meetings or symposia and the right to
publish in journals, theses, dissertations or otherwise of Contractor’s own choosing. Contractor
agrees to provide ADHS with a right of review prior to any publication or public presentation of the
Material, and ADHS shall be entitled to request the removal of its confidential information or any other
content the disclosure of which would be contrary to the best interest of the State of Arizona. Neither
party shall release confidential information to the public without the prior expressly written permission
of the other, unless required by the State public records statutes or other law, including a court order.
Each party agrees to give recognition to the other party in all public presentations or publications of
any Material, when releasing or publishing them.

4.10.5. In addition, ADHS and Contractor agree that any and all Material shall be made freely available to
the public to the extent it is in the best interest of the State. However, if either party wants to license
or assign an intellectual property interest in the material to a third-party for monetary compensation,
ADHS and Contractor agree to convene to determine the relevant issues of title, copyright, patent
and distribution of revenue. In the event of a controversy as to whether the Material is being used
for monetary compensation or in a way that interferes with the best interest of the state or ADHS,
then the Arizona Department of Administration shall make the final decision. Notwithstanding the
above, “monetary compensation’ does not include compensation paid to an individual creator for
traditional publications in academia (the copyrights to which are Employee-Excluded Works under
ABOR Intellectual Property Policy Section 6-908C.4.), an honorarium or other reimbursement of
expenses for an academic or professional presentation, or an unprofitable distribution of Material.

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INTERGOVERNMENTAL AGREEMENT
TERMS AND CONDITIONS
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4.11. E-Verify Requirements In accordance with A.R.S. § 41-4401, Contractor warrants compliance with all
Federal immigration laws and regulations relating to employees and warrants its compliance with Section
A.R.S. § 23-214, Subsection A.

4.12. Federal Immigration and Nationality Act The Contractor shall comply with all federal, state and local
immigration laws and regulations relating to the immigration status of their employees during the term of the
Contract. Further, the Contractor shall flow down this requirement to all subcontractors utilized during the
term of the Contract. The State shall retain the right to perform random audits of Contractor and subcontractor
records or to inspect papers of any employee thereof to ensure compliance. Should the State determine that
the Contractor and/or any subcontractors be found noncompliant, the State may pursue all remedies allowed
by law, including, but not limited to; suspension of work, termination of the Contract for default and suspension
and/or debarment of the Contractor.

5.
Costs and Payments

5.1. Payments. Payments shall comply with the requirements of A.R.S. Titles 35 and 41, net 30 days. Upon
receipt and acceptance of goods or services, the Contractor shall submit a complete and accurate
Contractor’s Expenditure Report for payment from the State within thirty (30) days, as provided in the
Accounting and Auditing Procedures Manual for the ADHS.

5.2. Recoupment of Contract Payments.

5.2.1.
Unearned Advanced Funds. Any unearned State funds that have been advanced to the Contractor
and remain in its possession at the end of each budget term, or at the time of termination of the
Contract, shall be refunded to the ADHS within forty-five (45) days of the end of a budget term or of
the time of termination.

5.2.2.
Contracted Services. In a fixed price contract, if the number of services provided is less than the
number of services for which the Contractor received compensation, funds to be returned to the
ADHS shall be determined by the Contract price. Where the price is determined by cost per unit of
service or material, the funds to be returned shall be determined by multiplying the unit of service
cost by the number of services the Contractor did not provide during the Contract term. Where the
price for a deliverable is fixed, but the deliverable has not been completed, the Contractor shall be
paid a pro rata portion of the completed deliverable. In a cost reimbursement contract, the ADHS
shall pay for any costs that the Contractor can document as having been paid by the Contractor and
approved by ADHS. In addition, the Contractor will be paid its reasonable actual costs for work in
progress as determined by Generally Accepted Accounting Procedures up to the date of contract
termination.

5.2.3.
Refunds. Within forty-five (45) days after the end of each budget term or of the time of termination
of the Contract, the Contractor shall refund the greater of: i) the amount refundable in accordance
with paragraph 4.2.1, Unearned Advanced Funds; or ii) the amount refundable in accordance with
paragraph 5.2.2, Contracted Services.

5.2.4.
Unacceptable Expenditures. The Contractor agrees to reimburse the ADHS for all Contract funds
expended, which are determined by the ADHS not to have been disbursed by the Contractor in
accordance with the terms of this Contract. The Contractor shall reimburse ADHS within 45 days of
the determination of unacceptability.

5.3. Unit Costs/Rates or Fees. Unit costs/rates or fees shall be based on costs, which are determined by ADHS
to be reasonable, allowable and allocable as outlined in the Accounting and Auditing Procedures Manual for
the ADHS.

5.4. Applicable Taxes.

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TERMS AND CONDITIONS
CTR062177

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5.4.1.
State and Local Transaction Privilege Taxes. The State of Arizona is subject to all applicable state
and local transaction privilege taxes. Transaction privilege taxes apply to the sale and are the
responsibility of the seller to remit. Failure to collect taxes from the buyer does not relieve the seller
from its obligation to remit taxes.

5.4.2.
Tax Indemnification. The Contractor and all subcontractors shall pay all federal, state and local taxes
applicable to its operation and any persons employed by the Contractor. Contractor shall require all
subcontractors to hold the State harmless from any responsibility for taxes, damages and interest, if
applicable, contributions required under Federal, and/or state and local laws and regulations and any
other costs, including transaction privilege taxes, unemployment compensation insurance, Social
Security and Worker’s Compensation.

5.4.3.
I.R.S. W9 Form. In order to receive payment under any resulting Contract, the Contractor shall have
a current I.R.S. W9 Form on file with the State of Arizona.

5.5. Availability of Funds for the Next Fiscal Year. Funds may not be presently available for performance under
this Contract beyond the first year of the budget term or Contract term. The State may reduce payments or
terminate this Contract without further recourse, obligation or penalty in the event that insufficient funds are
appropriated in the subsequent budget term. The State shall not be liable for any purchases or Subcontracts
entered into by the Contractor in anticipation of such funding. The Procurement Officer shall have the
discretion in determining the availability of funds.

5.6. Availability of Funds for the Current Contract Term. Should the State Legislature enter back into session and
decrease the appropriations through line item or general fund reductions, or for any other reason these goods
or services are not funded as determined by ADHS, the following actions may be taken by ADHS:

5.6.1.
Accept a decrease in price offered by the Contractor;

5.6.2.
Reduce the number of goods or units of service and reduce the payments accordingly;

5.6.3.
Offer reductions in funding as an alternative to Contract termination; or

5.6.4.
Cancel the Contract.

6.
Contract Changes

6.1. Amendments, Purchase Orders and Change Orders. This Contract is issued under the authority of the
Procurement Officer who signed this Contract. The Contract may be modified only through a Contract
Amendment, Purchase Order and/or Change Order within the scope of the Contract, unless the change is
administrative or otherwise permitted by the Special Terms and Conditions. Changes to the Contract,
including the addition of work or materials, the revision of payment terms, or the substitution of work or
materials, directed by an unauthorized State employee or made unilaterally by the Contractor are violations
of the Contract and of applicable law. Such changes, including unauthorized Contract Amendments,
Purchase Orders and/or Change Orders, shall be void and without effect, and the Contractor shall not be
entitled to any claim under this Contract based on those changes.

6.2. Subcontracts. The Contractor shall not enter into any subcontract under this Contract without the advance
written approval of the Procurement Officer. The subcontract shall incorporate by reference all material and
applicable terms and conditions of this Contract.

6.3. Assignments and Delegation. The Contractor shall not assign any right nor delegate any duty under this
Contract without the prior written approval of the Procurement Officer. The State shall not unreasonably
withhold approval.

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TERMS AND CONDITIONS
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7.
Risk and Liability

7.1. Risk of Loss. The Contractor shall bear all loss of conforming material covered under this Contract until
received and accepted by authorized personnel at the location designated in the Purchase Order, Change
Order or Contract. Mere receipt does not constitute final acceptance. The risk of loss for nonconforming
materials shall remain with the Contractor regardless of receipt.

7.2. Mutual Indemnification. Each party (as “indemnitor”) agrees to indemnify, defend and hold harmless the other
party (as “indemnitee”) from and against any and all claims, losses, liability, costs or expenses (including
reasonable attorney’s fees) (hereinafter collectively referred to as “claims”) arising out of bodily injury of any
person (including death) or property damage, but only to the extent that such claims, which result in
vicarious/derivative liability to the indemnitee, are caused by the act, omission, negligence, misconduct, or
other fault of the indemnitor, its officers, officials, agents, employees or volunteers.

7.3. Force Majeure.

7.3.1.
Liability and Definition. Except for payment of sums due, neither party shall be liable to the other nor
deemed in default under this Contract if and to the extent that such party’s performance of this
Contract is prevented by reason of force majeure. The term “force majeure” means an occurrence
that is beyond the control of the party affected and occurs without its fault or negligence. Without
limiting the foregoing, force majeure includes acts of God; acts of the public enemy; acts of terrorism;
war; riots; strikes; mobilization; labor disputes; civil disorders; fire; flood; lockouts; injunctions-
interventions not caused by or resulting from the act or failure to act of the parties; failures or refusals
to act by government authority not caused by or resulting from the act or failure to act of the parties;
and other similar occurrences beyond the control of the party declaring force majeure, which such
party is unable to prevent by exercising reasonable diligence.

7.3.2.
Exclusions. Force Majeure shall not include the following occurrences:

7.3.2.1. Late delivery of Materials caused by congestion at a manufacturer’s plant or elsewhere, or
an oversold condition of the market;

7.3.2.2. Late performance by a subcontractor unless the delay arises out of a force majeure
occurrence in accordance with this force majeure term and condition; or

7.3.2.3. Inability of either the Contractor or any subcontractor to acquire or maintain any required
insurance, bonds, licenses or permits.

7.3.3.
Notice. If either party is delayed at any time in the progress of the work by force majeure, the delayed
party shall notify the other party in writing of such delay, as soon as is practicable and no later than
the following working day of the commencement thereof, and shall specify the causes of such delay
in such notice. Such notice shall be delivered or mailed certified-return receipt and shall make a
specific reference to this article, thereby invoking its provisions. The delayed party shall cause such
delay to cease as soon as practicable and shall notify the other party in writing when it has done so.
The time of completion shall be extended by Contract Amendment for a period of time equal to the
time that the results or effects of such delay prevent the delayed party from performing in accordance
with this Contract.

7.3.4.
Default. Any delay or failure in performance by either party hereto shall not constitute default
hereunder or give rise to any claim for damages or loss of anticipated profits if, and to the extent that,
such delay or failure is caused by force majeure.

7.4. Third Party Antitrust Violations. The Contractor assigns to the State any claim for overcharges resulting from
antitrust violations to the extent that those violations concern materials or services supplied by third parties
to the Contractor for or toward the fulfillment of this Contract.

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8.
Description of Materials The following provisions shall apply to Materials only:

8.1. Liens. The Contractor agrees that the Materials supplied under this Contract are free of liens. In the event
the Materials are not free of liens, Contractor shall pay to remove the lien and any associated damages or
replace the Materials with Materials free of liens.

8.2. Quality. Unless otherwise modified elsewhere in these terms and conditions, the Contractor agrees that, for
one year after acceptance by the State of the Materials, they shall be:

8.2.1.
Of a quality to pass without objection in the Contract description;

8.2.2.
Fit for the intended purposes for which the Materials are used;

8.2.3.
Within the variations permitted by the Contract and are of even kind, quantity, and quality within each
unit and among all units;

8.2.4.
Adequately contained, packaged and marked as the Contract may require; and

8.2.5.
Conform to the written promises or affirmations of fact made by the Contractor.

8.3. Inspection/Testing. Subparagraphs 8.1 through 8.2 of this paragraph are not affected by inspection or testing
of or payment for the Materials by the State.

8.4. Compliance With Applicable Laws. The Materials and services supplied under this Contract shall comply with
all applicable federal, state and local laws, and the Contractor shall maintain all applicable license and permit
requirements.

8.5. Survival of Rights and Obligations After Contract Expiration and Termination.

8.5.1.
Contractor’s Representations. All representations and warranties made by the Contractor under this
Contract in paragraphs 7 and 8 shall survive the expiration or termination hereof. In addition, the
parties hereto acknowledge that pursuant to A.R.S. § 12.510, except as provided in A.R.S. § 12-529,
the State is not subject to or barred by any limitations of actions prescribed in A.R.S. Title 12, Chapter
5.

8.5.2.
Purchase Orders and Change Orders. Unless otherwise directed in writing by the Procurement
Officer, the Contractor shall fully perform and shall be obligated to comply with all Purchase Orders
and Change Orders received by the Contractor prior to the expiration or termination hereof, including,
without limitation, all Purchase Orders and Change Orders received prior to but not fully performed
and satisfied at the expiration or termination of this Contract.

9.
State’s Contractual Remedies

9.1. Right to Assurance. If the State, in good faith, has reason to believe that the Contractor does not intend to,
or is unable to, perform or continue performing under this Contract, the Procurement Officer may demand in
writing that the Contractor give a written assurance of intent to perform. Failure by the Contractor to provide
written assurance within the number of Days specified in the demand may, at the State’s option, be the basis
for terminating the Contract.

9.2. Stop Work Order.

9.2.1.
Terms. The State may, at any time, by written order to the Contractor, require the Contractor to stop
all or any part of the work called for by this Contract for a period up to ninety (90) Days after the order
is delivered to the Contractor, and for any further period to which the parties may agree. The order
shall be specifically identified as a stop work order issued under this clause. Upon receipt of the

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order, the Contractor shall immediately comply with its terms and take all reasonable steps to
minimize the incurrence of costs allocable to the work covered by the order during the period of work
stoppage.

9.2.2.
Cancellation or Expiration. If a stop work order issued under this clause is canceled or the period of
the order or any extension expires, the Contractor shall resume work. The Procurement Officer shall
make an equitable adjustment in the delivery schedule or Contract price, or both, and the Contract
shall be amended in writing accordingly.

9.3.
Non-exclusive Remedies. The rights and remedies of ADHS under this Contract are not exclusive, and
ADHS is entitled to all rights and remedies available to it, including those under the Arizona Uniform
Commercial Code and Arizona common law.

9.4.
Right of Offset. The State shall be entitled to offset against any sums due the Contractor in any Contract
with the State or damages assessed by the State because of the Contractor’s non-conforming performance
or failure to perform this Contract. The right to offset may include, but is not limited to, a deduction from an
unpaid balance and a collection against the bid and/or performance bonds. Any offset taken for damages
assessed by the State shall represent a fair and reasonable amount for the actual damages and shall not be
a penalty for non-performance.

10.
Contract Termination

10.1. Cancellation for Conflict of Interest. Pursuant to A.R.S. § 38-511, the State may cancel this Contract within
three (3) years after Contract execution without penalty or further obligation if any person significantly
involved in initiating, negotiating, securing, drafting or creating the Contract on behalf of the State is, or
becomes at any time while the Contract or an extension of the Contract is in effect, an employee of or a
consultant to any other party to this Contract with respect to the subject matter of the Contract. The
cancellation shall be effective when the Contractor receives written notice of the cancellation, unless the
notice specifies a later time. If the Contractor is a political subdivision of the State, it may also cancel this
Contract as provided in A.R.S. § 38-511.

10.2. Gratuities. The State may, by written notice, terminate this Contract, in whole or in part, if the State
determines that employment or a Gratuity was offered or made by the Contractor or a representative of the
Contractor to any officer or employee of the State for the purpose of influencing the outcome of the
procurement, securing the Contract or an Amendment to the Contract, or receiving favorable treatment
concerning the Contract, including the making of any determination or decision about Contract performance.
The State, in addition to any other rights or remedies, shall be entitled to recover exemplary damages in the
amount of three times the value of the Gratuity offered by the Contractor.

10.3. Suspension or Debarment. The State may, by written notice to the Contractor, immediately terminate this
Contract if the State determines that the Contractor or its subcontractor has been debarred, suspended or
otherwise lawfully prohibited from participating in any public procurement activity, including but not limited to,
being disapproved as a subcontractor of any public procurement unit or other governmental body.

10.4. Termination Without Cause.

10.4.1. Both the State and the Contractor may terminate this Contract at any time with thirty (30) days’ notice
in writing specifying the termination date. Such notices shall be given by personal delivery or by
certified mail, return receipt requested.

10.4.2. If the Contractor terminates this Contract, any monies prepaid by the State, for which no service or
benefit was received by the State, shall be refunded to the State within 5 days of the termination
notice. In addition, if the Contractor terminates the Contract, the Contractor shall indemnify the State
for any sanctions imposed by the funding source as a result of the Contractor’s failure to complete
the Contract.

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TERMS AND CONDITIONS
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10.4.3. If the State terminates this Contact pursuant to this Section, the State shall pay the Contractor the
Contract price for all Services and Materials completed up to the date of termination. In a fixed price
contract, the State shall pay the amount owed for the Services or Materials by multiplying the unit of
service or item cost by the number of unpaid service units or items. In a cost reimbursement contract,
the ADHS shall pay for any costs that the Contractor can document as having been paid by the
Contractor and approved by ADHS. In addition, the Contractor will be paid its reasonable actual
costs for work in progress as determined by GAAP up to the date of termination. Upon such
termination, the Contractor shall deliver to the ADHS all deliverables completed. ADHS may require
Contractor to negotiate the terms of any remaining deliverables still due.

10.5. Mutual Termination. This Contract may be terminated by mutual written agreement of the parties specifying
the termination date and the terms for disposition of property and, as necessary, submission of required
deliverables and payment therein.

10.6. Termination for Default. The State reserves the right to terminate the Contract in whole or in part due to the
failure of the Contractor to comply with any material obligation, term or condition of the Contract, to acquire
and maintain all required insurance policies, bonds, licenses and permits, or to make satisfactory progress
in performing the Contract. In the event the ADHS terminates the Contract in whole or in part as provided in
this paragraph, the ADHS may procure, upon such terms and in such manner as deemed appropriate,
Services or Materials, similar to those terminated, and Contractor shall be liable to the ADHS for any excess
costs incurred by the ADHS in obtaining such similar Services or Materials.

10.7. Continuation of Performance Through Termination. Upon receipt of the notice of termination and until the
effective date of the notice of termination, the Contractor shall perform work consistent with the requirements
of the Contract and, if applicable, in accordance with a written transition plan approved by the ADHS. If the
Contract is terminated in part, the Contractor shall continue to perform the Contract to the extent not
terminated. After receiving the notice of termination, the Contractor shall immediately notify all
subcontractors, in writing, to stop work on the effective date of termination, and on the effective date of
termination, the Contractor and subcontractors shall stop all work.

10.8. Disposition of Property. Upon termination of this Contract, all property of the State, as defined herein, shall
be delivered to the ADHS upon demand.

11.
Arbitration

Pursuant to A.R.S. § 12-1518, disputes under this Agreement shall be resolved through the use of arbitration, after
exhausting applicable administrative review, to the extent required by A.R.S. § 12 -1518, except as may be required
by other applicable statutes (Title 41).

12.
Communication

12.1. Program Report. When reports are required by the Contract, the Contractor shall provide them in the format
approved by ADHS.

12.2. Information and Coordination. The State will provide information to the Contractor pertaining to activities that
affect the Contractor’s delivery of services, and the Contractor shall be responsible for coordinating their
activities with the State’s in such a manner as not to conflict or unnecessarily duplicate the State’s activities.
As the work of the Contractor progresses, advice and information on matters covered by the Contract shall
be made available by the Contractor to the State throughout the effective period of the Contract.

13.
Client Grievances

If applicable, the Contractor and its subcontractors shall use a procedure through which clients may present
grievances about the operation of the program that result in the denial, suspension or reduction of services provided
pursuant to this Contract and which is acceptable to and approved by the State.

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14.
Sovereign Immunity

Pursuant to A.R.S. § 41-621(O), the obtaining of insurance by the State shall not be a waiver of any sovereign
immunity defense in the event of suit.

15.
Administrative Changes

The Procurement Officer, or authorized designee, reserves the right to correct any obvious clerical, typographical
or grammatical errors, as well as errors in party contact information (collectively, “Administrative Changes”), prior
to or after the final execution of a Contract or Contract Amendment. Administrative Changes subject to permissible
corrections include: misspellings, grammar errors, incorrect addresses, incorrect Contract Amendment numbers,
pagination and citation errors, mistakes in the labeling of the rate as either extended or unit, and calendar date
errors that are illogical due to typographical error. The Procurement Office shall subsequently send to the
Contractor notice of corrections to administrative errors in a written confirmation letter with a copy of the corrected
Administrative Change attached.

16.
Survival of Terms After Termination or Cancellation of Contract

All applicable Contract terms shall survive and apply after Contract termination or cancellation to the extent
necessary for Contractor to complete and for the ADHS to receive and accept any final deliverables that are due
after the date of the termination or cancellation.

17.
Health Insurance Portability and Accountability Act of 1996 (HIPAA)

17.1. The Contractor warrants that it is familiar with the requirements of HIPAA, as amended by the Health
Information Technology for Economic and Clinical Health Act (HITECH Act) of 2009, and accompanying
regulations and will comply with all applicable HIPAA requirements in the course of this Contract. Contractor
warrants that it will cooperate with the Arizona Department of Health Services (ADHS) in the course of
performance of the Contract so that both ADHS and Contractor will be in compliance with HIPAA, including
cooperation and coordination with the Arizona Department of Administration-Arizona Strategic Enterprise
Technology (ADOA-ASET) Office, the ADOA-ASET Arizona State Chief Information Security Officer and
HIPAA Coordinator and other compliance officials required by HIPAA and its regulations. Contractor will sign
any documents that are reasonably necessary to keep ADHS and Contractor in compliance with HIPAA,
including, but not limited to, business associate agreements.

17.2. If requested by the ADHS Procurement Office, Contractor agrees to sign a “Pledge To Protect Confidential
Information” and to abide by the statements addressing the creation, use and disclosure of confidential
information, including information designated as protected health information and all other confidential or
sensitive information as defined in policy. In addition, if requested, Contractor agrees to attend or participate
in HIPAA training offered by ADHS or to provide written verification that the Contractor has attended or
participated in job related HIPAA training that is: (1) intended to make the Contractor proficient in HIPAA for
purposes of performing the services required and (2) presented by a HIPAA Privacy Officer or other person
or program knowledgeable and experienced in HIPAA and who has been approved by the ADOA-ASET
Arizona State Chief Information Security Officer and HIPAA Coordinator.

18.
Comments Welcome

The ADHS Procurement Office periodically reviews the Uniform Terms and Conditions and welcomes any
comments you may have. Please submit your comments to: ADHS Procurement Administrator, Arizona Department
of Health Services, 150 North 18th Avenue, Suite 280, Phoenix, Arizona 85007.

19.
Unique Entity Identifier (UEI) Requirement

Pursuant to 2 CFR 25.100 et seq., no entity (defined as a Governmental organization, which is a State, local
government, or Indian tribe; foreign public entity; domestic or foreign nonprofit organization; domestic or foreign for-
profit organization; or Federal agency, but only as a sub-recipient under an award or sub-award to a non-Federal

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entity) may receive a sub-award from ADHS unless the entity provides its Unique Entity Identifier Number to ADHS.
The number can be created in SAM.gov. If already registered the UEI has been assigned and can be viewed in
SAM.gov .

20.
The Federal Funding Accountability and Transparency Act (FFATA or Transparency Act - P.L.109-282, as
amended by section 6202(a) of P.L. 110-252), found at https://www.fsrs.gov/

If applicable, the subrecipient or sub-awardee is required to abide by the Federal Funding Accountability and
Transparency Act (FFATA or Transparency Act – P.L. 109-282, as amended by section 6202(a) of P.L. 110-252),
found at https://www.fsrs.gov/. The associated Grant Reporting Certification Form and completion instructions will
be sent to the subrecipient from ADHS Program(s) responsible for the specific contract. The subrecipient or sub-
awardee must return the completed form to ADHS Program(s) by the 15th of the month following that in which the
award was received. Failure to complete a required Grant Reporting Certification Form may result in loss of funding.

21.
2 CFR §200.216 PROHIBITION ON CERTAIN TELECOMMUNICATIONS AND VIDEO SURVEILLANCE
SERVICES OR EQUIPMENT

21.1. Recipients and sub-recipients are prohibited from obligating or expanding loan or grant funds to:

21.1.1. Procure or obtain;

21.1.2. Extend or renew a contract to procure or obtain; or

21.1.3. Enter in a contract (or extend or renew a contract) to procure or obtain equipment, services, or
system that uses covered telecommunications equipment or services as a substantial or essential
component of any system, or as critical technology as part of any system. As described in Public
Law 115-232, section 889, covered telecommunications equipment is telecommunications
equipment produced by Huawei Technologies Company or ZTE Corporation (or any subsidiary or
affiliate of such entities).

21.1.3.1.
For the purpose of public safety, security of government facilities, physical security
surveillance of critical infrastructure, and other national security purposes, video
surveillance and telecommunications equipment produced by Hytera Communications
Corporation, Hangzhou Hikvision Digital Technology Company, or Dahua Technology
Company (or any subsidiary or affiliate of such entities).

21.1.3.2.
Telecommunications or video surveillance services provided by such entities or using
such equipment.

21.1.3.3.
Telecommunications or video surveillance equipment or services produced or provided
by an entity that the Secretary of Defense, in consultation with the Director of the
National Intelligence or the Director of the Federal Bureau of Investigation, reasonably
believes to be an entity owned or controlled by, or otherwise connected to, the
government of a covered foreign country.

22.
Technology Replacement

In any event where product is discontinued, no longer available or technically inferior to newly developed product,
the Contractor shall provide an equivalent replacement model at no additional cost and shall honor the original
contract terms

23.
Authorization for Provision of Services

Authorization for purchase of services under this Agreement shall be made only upon ADHS issuance of a Purchase
Order that is signed by an authorized agent. The Purchase Order will indicate the Agreement number and the dollar
amount of the funds authorized. The Contractor shall only be authorized to perform services up to the amount of the

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TERMS AND CONDITIONS
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Purchase Order. ADHS shall not have any legal obligation to pay for services in excess of the amount indicated on
the Purchase Order. No further obligation for payment shall exist on behalf of ADHS unless 2) the Purchase Order
is changed or modified with an official ADHS Procurement Change Order, and/or an additional Purchase Order is
issued for purchase of services under this Agreement.

Additional Terms and Conditions for Title 2, Subtitle A, Chapter II, Part 200, Subpart C: §200.201 USE OF GRANT
AGREEMENTS (INCLUDING FIXED AMOUNT AWARDS), COOPERATIVE AGREEMENTS AND CONTRACT

24.
CIVIL RIGHTS ASSURANCE STATEMENT. The Contractor and Subcontractors are subject to Title VI of the Civil
Rights Act of 1964, Section 504 of Rehabilitation Act of 1973, Title II of the Americans with Disabilities Act of 1990,
the Age Discrimination Act of 1975, Title IX of the Education Amendment of 1972, and offers all persons the
opportunity to participate in programs or activities regardless or race, color, national origin, age, sex, or disability.
Further, it is agreed that no individual will be turned away from or otherwise denied access to or benefit from any
program or activity that is directly associated with a program of the RECIPIENT on the basis of race, color, national
origin, age, sex (in educational activities) or disability.

25.
AMERICANS WITH DISABILITIES ACT OF 1990.

25.1
The Contractor shall comply with the Americans With Disabilities Act of 1990 (Public Law 101-336) and the
Arizona Disability Act of 1992 (A.R.S § 41-1492 et. seq.), which prohibits discrimination of the basis of
physical or mental disabilities in delivering contract services or in the employment, or advancement in
employment of qualified individuals.

25.2
Persons with a disability may request a reasonable accommodation, such as a sign language interpreter,
by contracting the Contract Manager for the solicitation. Request should be made as early as possible to
allow time to arrange the accommodation.

26.
FEDERAL FUNDING. Funding for these services is contingent upon the availability of federal government funding.
No commitment of any kind is made by the State concerning this Grant unless there are monies provided by a federal
grant. The Grantee should take this fact into consideration.

26.1
For the purposes of this Grant, a capital expenditure means expenditures to acquire capital assets, as
defined in 2 C.F.R. 200.12, or expenditures to make additions, improvements, modifications, replacements,
rearrangements, reinstallations, renovations, or alterations to capital assets that materially increase their
value or useful life, with a cost of $250 or greater.

26.2
Grantee agrees to maintain property records for equipment purchased with grant funds and perform a
physical inventory and reconciliation with property records at least every year. Grantee agrees that funds
will not be used for the construction of new facilities.

26.3
Grantee agrees to follow equipment disposition policies as determined by the Federal Awarding Agency at
Award Completion or as depicted in the State of Arizona Accounting Manual. Grantee also agrees to follow
the directives in ADHS Property and Procedure Policy FIN 111.

26.4
Charges to Federal awards for salaries and wages must be based on records that accurately reflect the
work performed. These records must: Be supported by a system of internal control which provides
reasonable assurance that the charges are accurate, allowable, and properly allocated; Be incorporated
into the official records of the non-Federal entity; Reasonably reflect the total activity for which the employee
is compensated by the non-Federal entity, not exceeding 100% of compensated activities (for IHE, this per
the IHE's definition of IBS); Encompass both federally assisted and all other activities compensated by the
non-Federal entity on an integrated basis, but may include the use of subsidiary records as defined in the
non-Federal entity's written policy; Comply with the established accounting policies and practices of the
non-Federal entity (See paragraph above for treatment of incidental work for IHEs.; and Support the
distribution of the employee's salary or wages among specific activities or cost objectives if the employee
works on more than one Federal award; a Federal award and non-Federal award; an indirect cost activity
and a direct cost activity; two or more indirect activities which are allocated using different allocation bases;

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TERMS AND CONDITIONS
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or an unallowable activity and a direct or indirect cost activity.
Budget
estimates
(i.e.,
estimates
determined before the services are performed) alone do not qualify as support for charges to Federal
awards, but may be used for interim accounting purposes only.

26.5
Grantee understands that financial reports are required as an accounting of expenditures for either
reimbursement or ADHS-approved advance payments.

26.6
The final request for reimbursement of grant funds must be received by the ADHS no later than sixty (60)
days after the last day of the award period.

26.7
All goods and services must be received or have reasonable expectations thereof and placed in service by
Grantee by the expiration of this award.

26.8
Grantee agrees that all encumbered funds must be expended and that goods and services must be paid
by GRANTEE within sixty (60) days of the expiration of this award unless funding guidelines permit funds
to be used at a future date.

26.9
Grantee agrees to remit all unexpended grant funds to the ADHS within thirty (30) days of written request
from the ADHS.

26.10
Grantee agrees to account for interest earned on federal grant funds and shall manage interest income in
accordance with the Cash Management Improvement Act of 1990 and as indicated in the State of Arizona
Accounting Manual (SAAM) located at the following website. https://gao.az.gov/publications/saam Interest
earned in excess of allowable limits must be remitted to the ADHS within thirty (30) days after receipt of a
written request from the ADHS.

26.11
Grantee agrees not to use grant funds for food and/or beverage unless explicitly approved in writing by the
ADHS.

26.12
Grantee agrees to comply with all applicable laws, regulations, policies and guidance (including specific
cost limits, prior approvals and reporting requirements, where applicable) governing the use of grant funds
for expenses related to conferences, meetings, trainings, and other events, including the provision of food
and/or beverages at such events, and costs of attendance at such events unless explicitly approved in
writing by the ADHS.

26.13
No funds shall be used to supplant federal, state, county or local funds that would otherwise be made
available for such purposes. Supplanting means the deliberate reduction of state or local funds because
of the existence of any grant funds.

26.14
Grantee agrees that grant funds are not to be expended for any indirect costs that may be incurred by
Grantee for administering these funds unless explicitly approved in writing by the ADHS. This may include,
but is not limited to, costs for services such as accounting, payroll, data processing, purchasing, personnel,
and building use which may have been incurred by the Grantee.

26.15
Grantee will comply with the audit requirements of OMB Office of Management and Budget’s (OMB)
Uniform Administrative Requirements, Cost Principles and Audit Requirement for Federal Awards and
provide the ADHS with the Single Audit Report and any findings within ninety (90) days of receipt of such
finding(s). If the report contains no findings, the Grantee must provide notification that the audit was
completed. All completed Single Audits should be uploaded in the format specified to the Federal Audit
Clearinghouse no later than nine months after the entities fiscal year-end at the attached Link:
https://harvester.census.gov/facweb/default.aspx/

26.16
Grantee understands and agrees that misuse of award funds may result in a range of penalties, including
suspension of current and future funds, suspension or debarment from federal grants, recoupment of
monies provided under an award, and civil and/or criminal penalties.

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TERMS AND CONDITIONS
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26.17
Grantee agrees not to do business with any individual, agency, company or corporation listed in the
Excluded Parties Listing Service.

Link: System for Award Management https://www.sam.gov/portal/public/SAM/

26.18
Grantee agrees to ensure that, no later than the due date of the Grantee’s first financial report after the
award is made, Grantee and any subgrantees have a valid UEI profile and active registration with the
System for Award Management (SAM) database.

26.19
GRANTEE certifies that it presently has no financial interest and shall not acquire any financial interest,
direct or indirect, which would conflict in any manner or degree with the performance of services required
under this Agreement.
26.20
Compliance with 41 U.S.C. 4712 (including prohibitions on reprisal; notice to employees) Grantee must
comply with, and is subject to, all applicable provisions of 41 U.S.C. 4712, including all applicable
provisions that prohibit, under specified circumstances, discrimination against an employee as reprisal
for the employee's disclosure of information related to gross mismanagement of a federal grant, a gross
waste of federal funds, an abuse of authority relating to a federal grant, a substantial and specific
danger to public health or safety, or a violation of law, rule, or regulation related to a federal grant.

26.21
GRANTEE certifies to comply with the Drug-Free Workplace Act of 1988, and implemented in 28 CFR Part
83, Subpart F, for grantees, as defined in 28 CFR, Part 83 Sections 83.620 and 83.650.

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SCOPE OF WORK
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1.
Background

The Arizona Immunization Program Office (AIPO) has contracted with County Health Departments (Contractor)
since 1993 to provide immunization-related services. The Scope of Services reflects activities necessary to
reach the national immunization goals and objectives outlined by the Centers for Disease Control and
Prevention (CDC) and the U.S. Department of Health and Human Services Healthy People website. All
objectives and related activities identified in this Scope of Services include the Contractor as well as all public
health entities involved with immunizations within the Contractor's jurisdiction.

2.
Objective

2.1
Enhance program stewardship and accountability for all publicly-purchased vaccine in support of the
Vaccines for Children Program (VFC) and the Vaccines for Adults Program (VFA);

2.1
Provide vaccines to children and adults in accordance with recommendations of the CDC Advisory Committee
on Immunization Practices (ACIP);

2.2
Assess and improve immunization coverage levels for children and adults;

2.3
Assure access to vaccines for eligible populations in Arizona; and

2.4
Prevent and control Vaccine-Preventable Diseases (VPD).

3.
Scope of Service

The services shall be provided throughout the Contractor's jurisdiction. The tasks described herein are provided
to outline the services required and shall not be considered to be either comprehensive or restrictive to
innovation or creativity on the part of the Contractor in the preparation of the work plan. The tasks, activities
and deliverables shall be performed according to the state fiscal funding year of July - June.

4.
Tasks

The Contractor shall provide:

4.1
Activity One (1) - VPD Outbreak and Pandemic Preparedness

4.1.1
The Contractor shall assist in VPD outbreaks and pandemic responses in coordination with
equivalent county public health preparedness programs and other relevant partners. Immunization
staff will contribute, when asked, to the development or revision of county public health
preparedness program response plans. Preparedness activities may include mass vaccination
exercises, identification of priority groups and hard-to-reach populations for immunization, and
identification of critical infrastructure personnel,

4.1.2
Provide Supplemental Adult Flu activities as defined by the County Health Department and
approved by the Immunization Program Office, to increase the flu vaccination rates for adults,
especially high-risk adults, within the county. These efforts are intended to help keep
hospitalization rates for flu down during the COVID-19 pandemic,

4.1.3
Improve vaccine cold storage capacity to include purchase of storage units (refrigerator, freezer
[NOT ultra-cold freezer]), generators, portable refrigeration units. These efforts are intended to help
keep vaccines viable during the COVID-19 pandemic,

4.1.4
Increase capacity for data entry and reminder recall activities, to include but not limited to additional
staffing, or purchase of hardware and software equipment to accomplish this task. These efforts
are intended to help track immunization data during the COVID-19 pandemic,

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SCOPE OF WORK
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4.1.5
Enhance COVID-19 vaccination capability (or capacity). Funds can be utilized for staffing,
materials/supplies, equipment, and travel related to efforts to successfully vaccinate adults and
children within the community,

4.1.6
Enhance COVID-19 vaccination capability (or capacity) and throughput. The COVID-19
Vaccination Supplemental Funding (SUP Funds) can be utilized for but is not limited to the
following: staffing, materials/supplies, equipment, and travel related to efforts to successfully
vaccinate adults within the community, and

4.1.7
To improve vaccine equity within local jurisdictions local health departments serving racial and
ethnic communities at increased risk of COVID-19 will implement their plans (previously provided
to AIPO), to collaborate with other (non-immunization focused) programs within the local health
departments or local government that have established community engagement programs,
initiatives, or reach into those communities. Additionally, local health departments will hire a
Vaccine Equity Coordinator who will coordinate efforts within the county. The COVID-19
Vaccination Equity Funding (EQUITY Funds) can also be utilized for but not limited to: staffing,
materials/supplies, travel and general operating costs (capital outlay not allowed with this funding).

5.
Requirements

The activities in this Agreement shall be performed by the Contractor, or its partners, for the purpose of
increasing immunization coverage levels of children zero through eighteen (0–18) years of age and adults nineteen
(19) years of age and older in both the public and private sectors of health care. Funds shall be used for
immunization- related services and activities and in accordance with any federal and state regulations.

6.
Deliverables

Complete and submit, within thirty (30) days (but no later than forty-five (45) days) of the end of each quarter, a
quarterly Contractor’s Expenditure Report (CER), with supporting documentation, listing all immunization
activities and reports for which reimbursement is due (refer to Exhibit One, Scheduled Reports Delivery) The
Contractor is expected to use the funds received from the CER for immunization-related services and activities
and in accordance with federal and state regulations;

7.
Notices, Correspondence, and Reports

7.1.
Notices, correspondence, reports and invoices/CERs from the contractor to ADHS shall be sent to:

David Reyman, Contract Management Specialist
Immunization Program Office
Arizona Department of Health Services
150 N. 18th Avenue, Suite 260
Phoenix AZ 85007
Telephone: (602) 364-3626
Fax: (602) 364-3285
David.reyman@azdhs.gov

7.2.
Notices, correspondence, and reports (and payments if sent to same address) from ADHS to the contractor
shall be sent to:

Lori Rehder,
Maricopa County Public Health Department

Attn: Immunization Coordinator

4041 N. Central Ave., Suite 1400

Phoenix, AZ 85012
Phone: 602-506-6934
Email: lori.rehder@maricopa.gov

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INTERGOVERNMENTAL AGREEMENT
PRICE SHEET
CTR062177

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Activity
Frequency
Unit Rate
Unit of Measure
Total
Total Personnel/ERE;
Salary/Fringe – May claim only
salary and fringe benefits for
immunization program staff/other
staff who work to meet contract
requirements
Yearly
N/A
Total
UP TO
$28,346,200.00
Supplemental flu vaccination
activities. (SAIF Funds)
As needed by
June 30, 2024
N/A
Total
Not to exceed
allocation=
$1,005,000.00
(minus any payout
from previous
contract)
Improve vaccine cold storage
capacity; increase capacity for
data entry and reminder recall
activities (IDEAS Funds)
As needed by
June 30, 2024
N/A
Total
Not to exceed
allocation=
$125,000.00 (minus
any payout from
previous contract)
Enhance VFC/COVID-19
activities (VIP Funds)
As needed by
June 30, 2024
N/A
Total
Not to exceed
allocation=
$1,216,200.00
(minus any payout
from previous
contract)
IZCOVIDSUP (SUP Funds)
Enhance COVID-19 activities
and throughput
As needed by
June 30, 2024
N/A
Total
Not to exceed
allocation=
$10,000,000.00
(minus any payout
from previous
contract)
IZCOVID4 COVID-19
Vaccination Equity Funding
(Equity Funds)
As needed by
June 30, 2024
N/A
Total
Not to exceed
allocation=
$16,000,000.00
(minus any payout
from previous
contract)

*Prices may be reviewed and adjusted annually over the term of the Agreement

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT ONE (1)
CTR062177

Page 20 of 30

Scheduled Reports Delivery

Reports
Due Date
(based on State Fiscal Year Funding of July – June)
CERs to include pertinent documentation,
such as receipts, invoices, payroll expense
reports, time sheets
1st Quarter – October 30th (No later than Nov. 15)
2nd Quarter – January 30th (No later than Feb. 15)
3rd Quarter – April 30th (No later than May 15)
4th Quarter – July 30th (No later than Aug. 15)

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT A
CTR062177

Page 21 of 30

Exhibit A - 2 CFR 200.332 (Health Equity)

"§ 200.332
Requirements for pass-through entities.
All pass-through entities must:
(a) Ensure that every subaward is clearly identified to the subrecipient as a subaward and includes the following information
at the time of the subaward and if any of these data elements change, include the changes in subsequent subaward
modification. When some of this information is not available, the pass-through entity must provide the best information
available to describe the Federal award and subaward.

Prime Awardee:
Arizona Department of Health Services
UEI #
QMWUG1AMYF65
Federal Award Identification (Grant Number):
6 NH23IP922599-02-04
Subrecipient name (which must match the name
associated with its unique entity identifier):
Maricopa County

Subrecipient's unique entity identifier (UEI #):
LM85MG1513K5
Federal Award Identification Number (FAIN, sometimes
it’s the same as the Grant Number):
NH23IP922599
Federal Award Date (see the definition of Federal award
date in § 200.1 of this part) of award to the recipient by
the Federal agency;
03/31/2021
Subaward Period of Performance Start and End Date;
07/01/2019 – 06/30/2024
Subaward Budget Period Start and End Date:
07/01/2020 – 06/30/2021
Amount of Federal Funds Obligated by this action by the
pass-through entity to the subrecipient (this is normally
the contract amount):
$16,000,000.00
Total Amount of Federal Funds Obligated to the
subrecipient by the pass-through entity including the
current financial obligation (how much is available for
contracts):
$11,298,059.00

Total Amount of the Federal Award committed to the
subrecipient by the pass-through entity
$147,085,219.00

Federal award project description, as required to be
responsive to the Federal Funding Accountability and
Transparency Act (FFATA)
CDC-RFA-IP19-1901 Immunizations and
Vaccines for Children

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT A
CTR062177

Page 22 of 30

Name of Federal awarding agency, pass-through entity,
and contact information for awarding official of the Pass-
through entity
Centers for Disease Control and
Prevention

Assistance Listings number and Title; the pass-through
entity must identify the dollar amount made available
under each Federal award and the Assistance Listings
Number at time of disbursement:
93.268 Immunization Cooperative
Agreement

Identification of whether the award is R&D

Indirect cost rate for the Federal award (including if the
de minimis rate is charged) per § 200.414

10%

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT B
CTR062177

Page 23 of 30

Exhibit B - 2 CFR 200.332 (Maricopa IDEAS)

Prime Awardee:
Arizona Department of Health Services
UEI #
QMWUG1AMYF65
Federal Award Identification (Grant Number):
6 NH23IP922599-02-01
Subrecipient name (which must match the name
associated with its unique entity identifier):
Maricopa County

Subrecipient's unique entity identifier (UEI #):
LM85MG1513K5
Federal Award Identification Number (FAIN, sometimes
it’s the same as the Grant Number):
NH23IP922599
Federal Award Date (see the definition of Federal award
date in § 200.1 of this part) of award to the recipient by
the Federal agency;
09/30/2020
Subaward Period of Performance Start and End Date;
07/01/2019 – 06/30/2024
Subaward Budget Period Start and End Date:
07/01/2020 – 06/30/2021
Amount of Federal Funds Obligated by this action by the
pass-through entity to the subrecipient (this is normally
the contract amount):
$125,000.00
Total Amount of Federal Funds Obligated to the
subrecipient by the pass-through entity including the
current financial obligation (how much is available for
contracts):
$8,992,059.00

Total Amount of the Federal Award committed to the
subrecipient by the pass-through entity
$12,181,923.00

Federal award project description, as required to be
responsive to the Federal Funding Accountability and
Transparency Act (FFATA)
CDC-RFA-IP19-1901 Immunizations and
Vaccines for Children

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT B
CTR062177

Page 24 of 30

Name of Federal awarding agency, pass-through entity,
and contact information for awarding official of the Pass-
through entity
Centers for Disease Control and
Prevention

Identification of whether the award is R&D

Indirect cost rate for the Federal award (including if the
de minimis rate is charged) per § 200.414

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT C
CTR062177

Page 25 of 30

Exhibit C - 2 CFR 200.332 (Maricopa SAIF)

Subrecipient's unique entity identifier (UEI #):
LM85MG1513K5
Federal Award Identification Number (FAIN, sometimes
it’s the same as the Grant Number):
NH23IP922599
Federal Award Date (see the definition of Federal award
date in § 200.1 of this part) of award to the recipient by
the Federal agency;
06/04/2020
Subaward Period of Performance Start and End Date;
07/01/2019 – 06/30/2024
Subaward Budget Period Start and End Date:
07/01/2020 – 06/30/2021
Amount of Federal Funds Obligated by this action by the
pass-through entity to the subrecipient (this is normally
the contract amount):
$1,005,000.00
Total Amount of Federal Funds Obligated to the
subrecipient by the pass-through entity including the
current financial obligation (how much is available for
contracts):
$4,718,951.00

Total Amount of the Federal Award committed to the
subrecipient by the pass-through entity
$10,903,078.00

Federal award project description, as required to be
responsive to the Federal Funding Accountability and
Transparency Act (FFATA)
CDC-RFA-IP19-1901 Immunizations and
Vaccines for Children

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT C
CTR062177

Page 26 of 30

Name of Federal awarding agency, pass-through entity,
and contact information for awarding official of the Pass-
through entity
Centers for Disease Control and
Prevention

Identification of whether the award is R&D

Indirect cost rate for the Federal award (including if the
de minimis rate is charged) per § 200.414

10%

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT D
CTR062177

Page 27 of 30

Exhibit D - 2 CFR 200.332 (Maricopa SUP)

Prime Awardee:
Arizona Department of Health Services
UEI #
QMWUG1AMYF65
Federal Award Identification (Grant Number):
6 NH23IP922599-02-03
Subrecipient name (which must match the name
associated with its unique entity identifier):
Maricopa County

Subrecipient's unique entity identifier (UEI #):
LM85MG1513K5
Federal Award Identification Number (FAIN, sometimes
it’s the same as the Grant Number):
NH23IP922599
Federal Award Date (see the definition of Federal award
date in § 200.1 of this part) of award to the recipient by
the Federal agency;
01/15/2021
Subaward Period of Performance Start and End Date;
07/01/2019 – 06/30/2024
Subaward Budget Period Start and End Date:
07/01/2020 – 06/30/2024
Amount of Federal Funds Obligated by this action by the
pass-through entity to the subrecipient (this is normally
the contract amount):
$10,000,000.00
Total Amount of Federal Funds Obligated to the
subrecipient by the pass-through entity including the
current financial obligation (how much is available for
contracts):
$11,298,059.00

Total Amount of the Federal Award committed to the
subrecipient by the pass-through entity
$81,315,802.00

Federal award project description, as required to be
responsive to the Federal Funding Accountability and
Transparency Act (FFATA)
CDC-RFA-IP19-1901 Immunizations and
Vaccines for Children

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT D
CTR062177

Page 28 of 30

Name of Federal awarding agency, pass-through entity,
and contact information for awarding official of the Pass-
through entity
Centers for Disease Control and
Prevention

Identification of whether the award is R&D

Indirect cost rate for the Federal award (including if the
de minimis rate is charged) per § 200.414

10%

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT E
CTR062177

Page 29 of 30

Exhibit E - 2 CFR 200.332 (Maricopa VIP)

Prime Awardee:
Arizona Department of Health Services
UEI #
QMWUG1AMYF65
Federal Award Identification (Grant Number):
6 NH23IP922599-02-02
Subrecipient name (which must match the name
associated with its unique entity identifier):
Maricopa County

Subrecipient's unique entity identifier (UEI #):
LM85MG1513K5
Federal Award Identification Number (FAIN, sometimes
it’s the same as the Grant Number):
NH23IP922599
Federal Award Date (see the definition of Federal award
date in § 200.1 of this part) of award to the recipient by
the Federal agency;
09/23/2020
Subaward Period of Performance Start and End Date;
07/01/2019 – 06/30/2024
Subaward Budget Period Start and End Date:
07/01/2020 – 06/30/2021
Amount of Federal Funds Obligated by this action by the
pass-through entity to the subrecipient (this is normally
the contract amount):
$1,216,200.00
Total Amount of Federal Funds Obligated to the
subrecipient by the pass-through entity including the
current financial obligation (how much is available for
contracts):
$11,298,059.00

Total Amount of the Federal Award committed to the
subrecipient by the pass-through entity
$15,546,386.00

Federal award project description, as required to be
responsive to the Federal Funding Accountability and
Transparency Act (FFATA)
CDC-RFA-IP19-1901 Immunizations and
Vaccines for Children

CONTRACT NUMBER
INTERGOVERNMENTAL AGREEMENT
EXHIBIT E
CTR062177

Page 30 of 30

Name of Federal awarding agency, pass-through entity,
and contact information for awarding official of the Pass-
through entity
Centers for Disease Control and
Prevention

Identification of whether the award is R&D

Indirect cost rate for the Federal award (including if the
de minimis rate is charged) per § 200.414

10%